[Form 4] PJT Partners Inc. Insider Trading Activity

Rhea-AI Filing Summary

PJT Partners Inc. (PJT) filed an SEC Form 4 reporting that Managing Partner Ji-Yeun Lee acquired 54 restricted stock units (RSUs) on 18 June 2025. The RSUs represent dividend-equivalent rights that automatically accrue when the company pays dividends and will vest on the same schedule as the underlying awards. Transaction code "A" confirms the shares were acquired at $0 cost, reflecting a routine, non-cash adjustment rather than an open-market purchase or sale. After the transaction, Lee’s total beneficial ownership stands at 31,503 RSUs. No other equity transactions, sales, or 10b5-1 trading-plan references were disclosed. The filing is administrative and does not alter PJT’s capital structure or provide insight into executive sentiment.

Insights

Corporate Governance Expert

TL;DR: Routine dividend-equivalent RSU accrual; minimal strategic or valuation impact.

This Form 4 simply records the automatic crediting of 54 RSUs to Managing Partner Ji-Yeun Lee owing to PJT’s dividend policy. Because the award costs neither cash nor creates immediate dilution and represents only about 0.17% of Lee’s post-transaction holdings, it is immaterial to shareholders and does not signal buying or selling intent. Such filings are required for transparency but rarely move the stock unless they reveal large sales or purchases, which is not the case here.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Lee Ji-Yeun

(Last) (First) (Middle)

280 PARK AVENUE

(Street)

NEW YORK NY 10017

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PJT Partners Inc. [ PJT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Managing Partner

3. Date of Earliest Transaction (Month/Day/Year)
06/18/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(1)	06/18/2025		A(2)		54		(2)	(2)	Class A Common Stock	54	$0	31,503	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of Issuer Class A common stock.

2. Represents dividend equivalent rights in connection with the Issuer's dividend that accrue to the reporting person in restricted stock units that vest at the same time(s) as the underlying restricted stock units.

	/s/ David K.F. Gillis	06/20/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

How many PJT restricted stock units did Ji-Yeun Lee acquire in the latest Form 4?

54 RSUs were credited on 18 June 2025 as dividend-equivalent rights.

What is Ji-Yeun Lee’s total RSU ownership in PJT Partners after this transaction?

Following the filing, she beneficially owns 31,503 RSUs.

Did the transaction involve any cash payment or sale of PJT shares?

No. The RSUs were acquired at $0 and there were no sales of common stock reported.

Does the Form 4 reference a Rule 10b5-1 trading plan?

The filing does not indicate that the transaction was executed under a 10b5-1 plan.

Is this insider activity considered material to PJT investors?

Given the small size and routine nature of dividend-equivalent RSUs, the impact is immaterial to investors.